Honest John and Gideon
Background information
Feature films Pinocchio
Mickey's House of Villains
Television programs House of Mouse
Video games Pinocchio
Park attractions Pinocchio's Daring Journey
Walt Disney's Parade of Dreams
Celebrate a Dreams Come True Parade
Portrayed by
Portrayed by
Animators Norman Ferguson
John Lounsbery
Hugh Fraser
Voice Honest John: Walter Catlett
Corey Burton (Disney on Ice)
Gideon: Mel Blanc
Performance model
Inspiration The Fox and Cat from the original story of Pinocchio by Carlo Collodi
Honest John: Roddy McDowall
Gideon: Dopey, Harpo Marx
Honors and awards "Awarded" a spot on the humor website "200 words with Paul Dini" where he "interviews" animated characters. (Honest John)
Character information
Full name
Other names
Personality Honest John: Greedy, smart, gentlemanly, selfish, pompous, crafty, sinister, phony, devious, tricky, manipulative, misleading, deceptive
Gideon: Stupid, greedy, clumsy, crafty, drunk, silly, giddy, bumbling, comic, unkempt, happy-go-lucky, a scoundrel, half-witted, a bit crude, and brutish
Appearance Honest John: Slender anthropomorphic red fox, cream face to muzzle, dark gray circles, thick black eyebrows, black nose, copper eyes, a pair of 2 whiskers, sienna ear innards, cream feet with light gray soles and gray prints, old beige top hat with light gray band, beige shirt with gold buttons and light gray patches on his elbows, both light gray high collar and cuffs with white cufflinks, cream gloves (with a hole on its right pinky), black cravat, teal stirrup pants with gold linings and both light gray patches on his knees, blue cape with gold brooch, black cane
Gideon: Short and slender cat, crimson fur, both tan face and neck, cream muzzle, green eyes, dirty yellow shirt, white opera gloves, purple pants, old gray top hat
Occupation Con men
Affiliations Bad
Goal To live a healthy rich life
Home Village (also may have stayed in the Red Lobster Inn)
Allies Stromboli, The Coachman, Disney Villains
Enemies Pinocchio, Jiminy Cricket, Prince John
Likes Money, tobacco, "education"
Dislikes The Coachman's evil smile, failure
Powers and abilities
Weapons Canes and a mallet
Quote "Then, you haven't heard of the easy road to success?"
"And with that personality, that profile, that physique... Why, he's a natural born actor, eh, Giddy?"

J. Worthington Foulfellow (also known as Honest John) and Gideon are the main antagonists in Disney's 1940 animated feature Pinocchio. They are a pair of con men in the village Pinocchio and Gepetto reside in, known for manipulating victims into their schemes, usually for their money, though they're no strangers to darker tasks. Honest John was voiced by Walter Catlett, was Gideon is a mute character, though his hiccups were provided by Mel Blanc.


The duo are based off the Fox and Cat characters from the original collection of Pinocchio stories by Carlo Collodi. Their roles in the Disney film were greatly altered. In Carlo Collodi's story, Foulfellow, is an unnamed sly fox that pretends to be lame, but later gets his comeuppance by being lame for real and even losing his tail. Gideon was originally a female cat, who pretended to be blind until ultimately gaining that disability as a comeuppance. In the film, the fates of Foulfellow and Gideon was ultimately removed as the two con men would have been arrested when they attempt to swindle Pinocchio for a second time, and the pair were taken into custody. This also ties in to Honest John's deleted theme song of the same name.

Gideon was going to be voiced by Mel Blanc, who voiced Dopey in the 1937 animated film Snow White and the Seven Dwarfs but the company decided to delete all of his lines preferring a mute sidekick performance though he has 3 hiccups in the film, all voiced by Mel Blanc, for which he did receive payment. He is said to be inspired by Harpo Marx, the silent member of the Marx Brothers.



Honest John is how many animated foxes are portrayed; as sinister and sneaky. He is also very smart and convincing. He has taken the "easy road" to success, and has never attended school. As a result, despite his cunning and persuasiveness, he can barely read or write. He is also not immune to being swindled himself, as Stromboli bought Pinocchio from him for far less than a living puppet would be worth. As well as being unable to read or write, he also cannot spell as when he tried to spell Pinocchio's name, he could only reach up to P-I-N.

Honest John is remarkably persuasive, and can convince almost anybody to do what he wants. His plans are reliable and clever, but are often spoiled by his sidekick, Gideon. He is also not unwilling to kill in order to make money, and is entirely without conscience, fearing only the law and the Coachman.


Unlike his buddy, Gideon is very dimwitted and foolish. Without his boss Honest John, Gideon would most likely be performing petty theft and pick-pocketing. Like Honest John, however, Gideon has followed the 'easy road', having barely attended school and thusly cannot read or write.

Gideon's wardrobe describes that he is dimwitted, compared to Foulfellow. Although the attire of both crooks are equally ragged and worn-out (patches on their pants and elbow sleeves, and tearings on their hats, gloves, and capes, etc.). Gideon wears long, baggy clothing while Foulfellow wears more proper and civilized clothing.



The Little Wooden Boy

Foulfellow and Gideon are out taking a stroll while recalling a scam involving Stromboli when they notice a living puppet. At first they don't realize but soon enough, Foulfellow cooks up a new get-rich-quick scheme. He plans of selling Pinocchio to fame puppeteer Stromboli. Foulfellow and Gideon "befriend" Pinocchio convincing him that the life of an actor is the best life. He teaches Pinocchio of the "easy road" to success. Foulfellow's persuasive words convinces the puppet and they head off to Stromboli's caravan.

The Coachman's proposition

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Foulfellow and Gideon with the Coachman.

Later on, Foulfellow and Gideon are seen at the Red Lobster Inn speaking with the Coachman for a proposition. The crafty fox at first recalls the success of his latest scam: selling Pinocchio to Stromboli as his star attraction. He further emphasizes this success by flaunting off the proceeds he made out of it before finally asking the Coachman about his plan. The job is to collect "stupid little boys" and gather them up to take to Pleasure Island. Foulfellow knowing the mystic area and the forbidden law, fears the worst for the boys to be collected. Once the Coachman reveals his true evil face, Foulfellow and Gideon was both horrified and was forced to become his henchmen rather than his partners (despite the Coachman's promise to pay them handsomely) and listen carefully to the directions.

Pleasure Island For Me

During their collecting, Foulfellow and Gideon run into Pinocchio once more. To trick the boy this time, they act as doctors and dupe the puppet into believing he has an "allergy". Foulfellow claims the only cure is a vacation to Pleasure Island and offers him a ticket (a playing card). Despite Pinocchio's desire to return home, Foulfellow and Gideon take the boy to the Coachman's coach anyway. The duo are not seen again for the remainder of the film, as they have been arrested by the police. but are later mentioned by Pinocchio when he befriends Lampwick.

House of Mouse


Foulfellow with Lampwick and Gideon in House of Mouse

Honest John has made many cameos along with many other Disney characters in House of Mouse, usually sitting with Gideon. In Jiminy Cricket, Foulfellow and Gideon were used as examples of temptations by Jiminy. In Pete's One Man Show, a life sized cutout of Foulfellow (and several other Disney characters) was used to trick Pete into thinking the club had a full house. Foulfellow also made a cameo with Gideon in a crowd shot on Mickey's House of Villains, but did not take part in the takeover.

Kingdom Keepers

Foulfellow and Gideon appear in the fifth installment of the popular book series. They are featured as members of the Disney Villains legion known as the Overtakers and battle Finn in chapter six of Shell Game.

Once Upon a Time

In the ABC fantasy/drama, J. Worthington Foulfellow don't appear. However, the costume design for Martin (portrayed by Harry Groener), a swindler and the father of Jiminy before he was transformed into cricket, is reminiscent of Honest John. CharactersEmma and Graham also stroll past a store called Worthington’s Haberdashery, a reference to Foulfellow.

Kinect Disneyland Adventures

Honest John is mentioned in this game.

Pinocchio: "Mr. Honest John took me to see Mr. Stromboli.  But he was real mean."

Disney Parks

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Honest John and Gideon posing for a photo at one of the Disney parks.

Foulfellow has made numerous appearances in the Disney Parks around the world as a meetable character. He is available for meet and greets in Epcot and the Tokyo Disney Resort. An audio animatronic version of him appears in Pinocchio's Daring Journey. He is usually seen by himself or with Gideon.

Foulfellow also takes part in the Disney Villains meet and greet during Halloween.

Mickey's Boo-to-You Halloween Parade

Alone, Foulfellow can be seen alongside a legion of Disney Villains in the annual Halloween parade during the Mickey's Not So Scary Halloween Party. Unlike other parades, he is seen alone without Gideon.

Dreams Come True

In the parade at the Magic Kingdom park, Foulfellow can be seen alongside Gideon and half boy half donkey children strolling behind Mickey Mouse's float with Pinocchio/Snow White's following behind them.

Tokyo Disney Resort

Foulfellow can be found at the Mediterranean Harbor in Tokyo DisneySea available for meet and greets. He is often found without Gideon here.


  • Foulfellow and Gideon were originally planned to appear in the Mickey and the Beanstalk sequence of Fun and Fancy Free as the con-artists who sell Mickey the magic beans.
  • Foulfellow and Gideon would appear in a Disney storybook adaptation of The Emperor's New Clothes as the con-men who sells the emperor fine invisible robes.
  • Foulfellow and Gideon were originally set to appear in Kingdom Hearts 358/2 Days due to their popularity, in a Pinocchio-based world. The idea was dropped due to space restrictions.
  • Honest John and Gideon are the only villains in the film to appear, disappear, and return in later scenes, making them the central villains.


The Disney Wiki and Disney Fan Fiction Wiki has a collection of images and media related to Honest John and Gideon.